master purchasing agreement.

It was a standard agreement purchasing some generic equipment for a facility. The equipment was off the shelf so no IP issues, and the product is not critical so no timing issues or risk of real liability. However, as I was reading the contract, it just kept being more generic. I mean the audit clause, confidentiality, payment terms, delivery, warranties (it included an IP warranty but not a huge issue), indemnities (I had to expand the definition to include subs of course and then property damage beyond 3rd party so somewhat interesting), notice, assignment, termination (still working on the termination for convenience section at that point but it was not a take it or leave it. Just an FYI, I have found that really digging into the termination clause can sometimes lead to some exciting discovery's that can create great dividends in a few contracts every year or so. Don't sleep on that. electronic signature , choice of law, venue, publicity, and even the preamble was pretty generic. But then the highlight of my week happened, in the limitation of liability clause they left out lost profits.

So I slyly ignored it and agreed to everything. Huge praise from the boss for that one but sadly the client did not seem to care too much about it. I tried to explain again and he just didn't care.

Next up is an NDA. I am wondering if I should push for a 3 or 5 year term and what should the obligations be with regard to returning the information and the right to injunctions.